Endeavour SubCo definition

Endeavour SubCo means 0947263 B.C. Unlimited Liability Company, an unlimited liability company existing under the laws of the Province of British Columbia, and an direct wholly-owned subsidiary of Endeavour Gold;
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Endeavour SubCo means an unlimited liability company to be incorporated under the laws of British Columbia and which will be a direct wholly-owned subsidiary of Endeavour Gold;
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Examples of Endeavour SubCo in a sentence

  • SubCo covenant in favour of Avion that on or prior to the Effective Date: (a) Endeavour, Endeavour Cayman, Endeavour Gold and Endeavour SubCo shall execute and deliver the Voting and Exchange Trust Agreement; and (b) Endeavour, Endeavour Cayman, Endeavour Gold and Endeavour SubCo shall execute and deliver the Exchange Share Support Agreement.

  • Endeavour SubCo is duly incorporated and validly existing under the laws of British Columbia and has full corporate power and capacity to own its assets and conduct its business as now owned and conducted.

  • True and complete copies of the constating documents of Endeavour, Endeavour Cayman, Endeavour Gold and Endeavour SubCo have been delivered or made available to Avion, and neither Endeavour nor Endeavour Gold nor Endeavour SubCo has taken any action to amend or supersede such documents.

  • The authorized capital of Endeavour SubCo consists of an unlimited number of common shares (“Endeavour SubCo Common Shares”), of which one (1) is outstanding as of the date hereof and such outstanding share is owned by Endeavour Cayman as of the date hereof.

  • Each of Endeavour, Endeavour Cayman, Endeavour Gold and Endeavour SubCo is duly qualified to carry on business and is in good standing in each jurisdiction in which the character of its properties or the nature of its activities makes such qualification necessary, except where the failure to be so qualified will not, individually or in the aggregate, have an Endeavour Material Adverse Effect.

  • Endeavour, Endeavour SubCo, Avion and the Depositary shall be entitled to deduct and withhold from any consideration payable or otherwise deliverable to any Person hereunder and from all dividends, interest or other amounts payable or allocable to any former Avion Securityholder such amounts as Endeavour, Endeavour Gold, Endeavour SubCo, Avion or the Depositary may be required to deduct and withhold therefrom or with respect thereto under any provision of applicable Laws in respect of Taxes.

  • Each of Endeavour, Endeavour SubCo, Endeavour Gold and Endeavour Cayman, as the case may be, has the requisite corporate power and authority to enter into this Agreement, the Voting and Exchange Trust Agreement and the Exchangeable Share Support Agreement and to perform its obligations hereunder and thereunder.

  • Such issued and outstanding Endeavour SubCo Common Share has been duly authorized and is validly issued, fully paid and non-assessable.

  • The Parties agree that the Arrangement will be carried out with the intention that all Consideration Shares and New Avion Shares and Adjusted Options delivered in the course of and on completion of the Arrangement to the Avion Shareholders and holders of Avion Options, as applicable, will be delivered by Avion, Endeavour Gold, Endeavour SubCo or Endeavour, as applicable, in reliance on the exemption from the registration requirements of the U.S. Securities Act provided by Section 3(a)(10) thereunder.

Related to Endeavour SubCo

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